Cover Look.

Cover Look

Showtopper

Who? Katherine Heigl. What? Allure's circus-themed photo shoot with Michael Thompson. When? March 12. Where? The Alexandria Hotel in Los Angeles. Why? The Grey's Anatomy actress stars as a career woman who finds herself pregnant in the comedy Knocked Up. Flash Points: Heigl arrived wearing a gray shirt and blue jeans but had punched up her muted basics with a chunky, red enamel bracelet and red patent-leather Sigerson Morrison flats. Slim Pickings: Explaining that her personal trainer had put her on a new diet, Heigl ate a light breakfast, ordering three egg whites with salsa and Tabasco sauce from a tiny Mexican restaurant down the street from the hotel. (She also wanted turkey bacon, but they didn't have it.) All in the Family: The actress brought her mother, Nancy (who also doubles as her manager), along to the

shoot. Her mom asked Allure's creative director, Paul Cavaco, for some advice on what she should wear to the next awards show -- he suggested Vera Wang and Derek Lam -- and kept busy needlepointing a floral print while

her daughter was on set. Flying High: Heigl was thrilled to be photographed

as a trapeze artist, mentioning to the crew that it was a refreshing change from her typical studio photographs. She liked the shots so much she asked

for her own set of prints. A Wedding Story: Heigl talked excitedly about her upcoming wedding to singer Josh Kelley. She bought her dress at Lezu Atelier,